LiveWire Ergogenics, Inc. (“LiveWire”) is prepared to invest $725,000 worth of its common shares of LiveWire Ergogenics, Inc (OTCBB “LVVV”) as well as $50,000 in cash to purchase control of Apple Rush Company and Rushnet, Inc. (the “Companies”) under the terms contained in this term sheet. With the exception of the section of this agreement relating to expenses, this term sheet is a non-binding document prepared for discussion purposes only, and the proposed investment is specifically subject to customary stock purchase agreements, legal due diligence, and other conditions precedent contained herein, all satisfactory to the LiveWire in its sole discretion
Company: Apple Rush Company and Rushnet, Inc. (“Apple Rush and Rushnet” or the “Company”).
Investors: LiveWire Ergogenics (“LiveWire”).
Investment Amount: 5 million shares (the “Investment Amount”).
Investment Form: Common Stock and Series A Preferred Stock (the “Series A Preferred”). 2.5 million shares of LiveWire Ergogenics shall go to purchase approximately 6 billion shares of Apple Rush, Inc, and 2.5 million shares of LiveWire shall go to Robert Corr, along with $50,000 in cash to purchase Mr. Corr’s SuperVoting Preferred Stock in Apple Rush, Inc. and Rushnet, Inc.
Ownership: 60% of the fully-diluted, post-investment capitalization, plus ownership of the Preferred Stock in both Apple Rush, Inc and Rushnet, Inc. Apple Rush will issue 7,252,034,443 shares to LiveWire which represents 60% of the outstanding shares. After the transaction, Apple Rush, Inc will have 12,086,724,072 shares outstanding.
Additional Capital: LiveWire will pay all costs to bring both companies up to full reporting status.
Registration Rights: LiveWire will grant Mr. Robert Corr demand registration rights on his Apple Rush shares, subject to SEC approval.
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